This study will explore the hypothesis that hyperactivation of the cAMP response element-binding protein (CREB)-a transcription factor with diverse functions in the central nervous system and metabolic regulation-contributes to mitochondrial defects and pathologic reactive oxygen species (ROS) formation in ataxia-telangiectasia (A-T), a neurodegenerative disease caused by mutations in the ATM gene. ATM encodes a protein kinase with instrumental roles in the signaling and repair of DNA double-strand breaks, a highly carcinogenic form of DNA damage. ATM is also thought to play an important role in mitochondrial homeostasis and suppression of toxic ROS; however this aspect of ATM function is poorly understood. In published work we showed that ATM phosphorylates CREB on a conserved cluster of Ser residues that attenuates CREB transactivation potential in response to DNA damage and other forms of cellular stress. Of importance to this proposal, an independent study recently showed that the nuclear corepressor NCoR1 represses a large number of CREB target genes with mitochondrial function. Here we will explore the idea that ATM, CREB, and NCoR1 function in a common pathway to critically attenuate mitochondrial function and ROS generation in response to DNA damage and oxidative stress. Specifically, we propose that ATM-mediated phosphorylation of CREB recruits NCoR1 to silence mitochondrial target genes. The relevance of this hypothesis for A-T is that defective CREB phosphorylation may engender mitochondrial defects and oxidative stress that contribute to neuronal injury. We will test these ideas using a combination of biochemical and genetic approaches, including the use of gene-targeted mice expressing a mutant CREB allele (CREBS111A) refractory to phosphorylation by ATM. CREBS111A mice exhibit metabolic abnormalities and alterations in CREB- mediated gene expression, and fibroblasts and neurons from these mice will be used to explore the mechanisms of NCoR1-dependent CREB attenuation. In summary, the proposed work will define the impact of ATM-mediated CREB phosphorylation on transcriptional regulation and mitochondrial homeostasis. Results from this work may provide important new insights into how loss of ATM leads pathologic oxidative stress in A-T. The Specific Aims of the proposal are to: i) Assess ROS, mitochondrial dynamics, and cerebellar gene expression in CREBS111A mice; and ii) Define signal and phosphorylation-dependent functional relationships between CREB and NCoR1.